Fallout Equestria: Shaping Shadow is and ongoing Series written by Mindrop. It Chronicles the life and change of Shadow Flare, a cloud farmer, as he goes from his small community into the Enclave military and then below. It also chronicles the changes of the wasteland leading up to the original story. It begins around ten years before Little Pip begins her adventures.

An anthology that runs parallel with the main four books is in the works as well.

Every Tuesday a new chapter is released.

*Some of the information given below may be considered a spoiler and others may have a slot, but be left without information until they are introduced in the story.


The Enclave survives because of it's cloud farmers. Shadow Flare was raised on one of the oldest and largest cloud farms known as a homestead, way in the north at the edge of the Enclave. Shadow Flare has the heart of a farmer, but not the size. Shadow Flare stopped growing at a young age and looks like a small mare. His voice isn't much better. Still, he does his best, no matter what, to do his duty and feed the Pegasus Race.

The Enclave is running low on raw materials and the wasteland below has more than enough. Shadow Flare found it his duty, his fate, to not only join, but to help the Enclave begin to first really reach below the clouds.

Their goal is to search out below and reconnect where possible. The Enclave needs answers and it needs them quickly. Social upheaval is beginning to rise from concerns over food and other resources. Their choices below will directly influence how the Enclave tackles those problems. What they do below will impact the wasteland forever, good or bad. What he does, shapes the wasteland for Little Pip and beyond.

But hardship and struggle isn't just below in the wasteland, but above as well. A broken heart, and a lost love, is universal.


Being a Series, the story is separated out into books and then each chapter is sectioned off into a part. Book 1 is completed and being released. Book 2 is written and edited. Book 3 is being written. Book 4 is in progress. An Anthology for the series is being written as well.

Book 1: Training

Part 1: Loyalty

Part 2: Duty

Part 3: Honor

Part 4: Commitment

Book 2: Mission

Part 1:Rosemary

Part 2:Fillydelphia

Part 3:Baltimare

Part 4:South

Part 5:From Las Pegasus to Manehatten

Part 6: Cloak and Dagger

Book 3: (

Book 4:


Shadow Flare

Commission - Shadow Texas Ranger

Born in the northern reaches of the Enclave, to the Turnip Homestead Cloud farm, he is small for even a normal pegasus. Crisp white coat contrasted with a jet black mane, Shadow Flare is often mistaken as a mare, both visually and with his voice. When he joins the Enclave Military, he is sized as a mare for uniforms. Size aside, he is cloud farmer in every other way.

Community and family are the most important things in his life. Duty to the Pegasus Race comes in a close third. To his family and community, their duty is to feed the Pegasus Race. Shadow Flare doesn't know when to quit and gives it his all. Endurance was part of growing up. A job had to be done, no matter how skilled you were, everything was given until the job was done. Shadow chose to pursue the military in part because he was having a problem finding his place in the community. He was not much help on the farms.

Shadow Flare grew up doing acrobatics. He is more familiar with his hooves than his wings. His father, Lance, began training Shadow at an early age. The acrobatics are trained through obstacle courses forcing Shadow to think quick and act fast. They do not stay on one level, but go up and down.

Shadow Flare earned his Cutie Mark on the obstacle courses. Three arrowheads with a sword in the center of each. Each sword has three lightning bolts cutting across it. It represents the key to acrobatics and life. Speed, Power and Agility. Each key aspect helps Shadow Flare excel in the military. They stand out perfectly against his white coat and compliment his black mane.

Shadow Flare's foundation is his family and his community. With them as his foundation, he can push himself to the limit and hold it there. While he may not be suited for life in the harsh cloud farming where his family lives, Shadow Flare learned the essential skills for farming. Those skills go beyond plants and into work ethic. He is stubborn, doing what he has set his mind to, when he needs to.

Shadow Flare builds friendships and deep connections with the soldiers he trains and works with, like the community back home.

Cardinal Spitfire

An actual descendant of the Spitfire, Cardinal Spitfire joined the military the same time as Shadow Flare. She has the same drive and much of the same upbringing as Shadow Flare. Initially set against Shadow Flare, she sets it aside when there is more important things to deal with in training. Paired up with Shadow as battle buddies, she quickly helps push their team and then unit further and to set new records.

Cardinal Spitfire is named for her heritage and her coat. A cardinal coat with a soft yellow mane. He Cutie Mark is a lighting bolt who's head is a flame. She is small for a mare and slightly smaller than Shadow Flare.

Size Comparison


A size comparison between Shadow Flare, Cardinal Spitfire, a typical male Enclave Soldier and Marble Falls.

Images are from Brisineo or created on generalzoi's pony creator.

New Creatures

== Quarry Geckos ===

Wasteland Hydra

Pre-war, Hydras were a four headed beast found in Froggy Bottom Bogg. 

The North Westrn part of Hayseed Swamp is home to these creatures. The swamp has gathered the toxins and radiation over the years, mutating these creatures to have six heads, not four.

New Factions

Super Ponies

Super Ponies come from Stable 50 in Baltimare. They rule most of Baltimare and scare off the rest. They are transformed by a pre-war Stable-tec experiment in an attempt to make better a better soldier. They do not hesitate to eat ponies.

Dahlia’s Dragoons

An elite team of Steel Rangers that is lead by Dahlia, this team of Crusaders are based out of the Fillydelphia Contingent. They are a hunting unit. Their primary job is to seek out and kill enemies of the Ministry of Wartime Technology. They also patrol outside the general territory of the Fillydelphia Contingent, and often visiting the Manehattan Contingent and Trottingham Contingent.

Dahlia is considered a rogue and often causes problems with others outside the Steel Rangers. Her cunning and drive does a lot of good for the Steel Rangers, especially when she hunts down and kills high value targets.

Dahlia’s Dragoons are characterized by they black cloaks that drape over their left shoulders. The corner of the draped cloak, by their left front hoof, has the Ministry of Wartime Technology symbol, in bright orange.

“It was probably Dahlia’s Dragoons. That crusader can be more trouble than she is worth.”

“We need to report them to the Elder. They can’t be scaring ponies and need to look and act like proper Steel Rangers while on patrol. It is counter productive.”

– Chapter 37

Children of Balefire

The Children of Balefire worship the Balefire Radiation that exists after the spells. They reside in the Hollow Shades where they have built themselves a village around a pool. The Vale is the name they have given the place.

They were founded by Soothsayer, and are lead by the High confessor. The High Confessor has always been a mare. Their husband serves as the Father, who tends the little ones and teaches them their ways.

Enclave Groups

Aerial Combat Battalion

The Aerial Combat Battalion (ACB) Is led by General Shielded Vengeance. The Aerial Combat Battalion covers the aerial combat type units. The Aerial Combat Units, Scout Command, Reconnaissance Counsel and the Wonderbolts. Typically the Aerial Combat Battalion's general is a Wonderbolt.

Aerial Combat Unit

Aerial Combat Units, also known as ACUs, work with special air/ground tactics. There are limited spots to join and Aerial Combat School, ACS, is done on a need to basis. Upon completing ACS, the soldier receives Silver Wings for their uniform, to replace their previous device. The Silver Wings are the second most prestigious uniform device, the first being Wonderbolts.

All ACUs are a 4-6 pony Unit with a number designation. They try and keep them at full strength, but ACS timings do mean that members retire. All ACUs are primarily based out of Fort Wind, at the Squad Barracks. They retain a small Unit, barracks style, with 6 single beds. Almost all ACUs have a secondary post where they spend their time and have private rooms. Those Units return for training and other recalls when needed.

The philosophy behind ACUs is not just aerial combat, but dropping in and setting up advanced lines for light troopers and other soldiers to form up. Dropping in to take out a building, group, capture supplies, perform recon and other duties that require small teams or several small teams to get in and out quickly.

Scout Command controls the ACUs. Not all ACUs are Scouts, but all Scouts are ACUs. The ACU program is being rapidly expanded.


Unit 0 is the ACUs' medical team. They were reorganized to remove the medics in some of the ACUs so that they could put a 6th combat member into those Units. Unit 0 was supposed to back up ACUs by attaching one our two combat medics to outgoing Units, mission dependent, to play a normal support role.

Unit 0 tends the Squad Barracks' clinic and watches over ACU training, Aerial Combat School and all five of the recruit flight decks when Basic Training Barracks are learning aerial combat techniques.

Unit 0 is the forgotten Unit. It has lost it's focus because of so much downtime. Their members do not have Silver Wings and are out of shape. They are unable to perform their roles and have only 11 NCOs. There is not enough medics to function with all the ACUs if needed. The program is being rebuilt with an officer in charge.

Unit 731

Little is known about 731. All that is known is she is based out of the cloudship transport, Red Dawn, rather than being based out of a military base or Thunderhead Class cloudship. 731 is rumored to do anything, nothing and even be a myth. Shadow is told by Marble Falls that she believes Unit 731 is connected to the Wonderbolts in an unknown way.

Third Fleet

The Third fleet is an odd assortment of half a dozen retrofitted cloudships. It has no known purpose other than to be the fleet for their odd ship types. The Battle Cruiser Red Dawn is the most well known in the Fleet. The Fleet's Flagship is the Buttercup, a corvette. Another member is the Monitor the Lord Clove and the other three are Net Layers: The Buffy, Willow and Xander.

Special Training

Equaggan War Weapons

Equaggan War Weapons Training, EWW, is a special, classified training that is available to the select few. It is a well kept secret. The Enclave officially named the war the Equaggan war. A mix of each race's technical names, Equestrian and the Zebra's name, Quagga. The training is focused on weapons from the war on both sides, but it's predominant focus is on the foreign Zebra weapons and enchanted weapons.

Technical Magical Training

Technical Magical Training, TMT, is a special, classified training that is available to the select few mechanical and engineering soldiers. It is a well kept secret that focus on the advances and mix of the technology and magic that makes up many of the advances made during the war. It is an attempt to give soldiers a better understanding of those advancements.

New Technology

Pegasus Power Armor Variants

Over the years, the Enclave has developed several variants of Pegasus power armor. The original model is designated as the Mark 1. The Mark 2 was developed about 50 years after the sealing of the clouds to increase their power armor numbers and prove they could do it without help from the Ministry of Wartime Technology.

The Mark 2 is a stronger and hardier variant than the Mark 1. It had the advantage of time and use to see where to improve it. It also had the advantage of abundant resources for it's development and production. The Mark 2 is considered the pinnacle of the pegasus power armor variants and it is the most aesthetically pleasing.

The Mark 3 was designed with resource protection in mind while boosting the number of power armored soldiers. It is the weakest of the variants but still provides the wearer with superior armor to basic plate armor. Because it was designed to use as little resources as possible, it is ugly armor. Functional but ugly. Mark 3s make up half of the pegasus power armor in the Enclave.

The Mark 4 was released a few years before Shaping Shadow begins. The armor was designed for specialized use and produced in lower quantities. Few consider it better than the Mark 2, although it does edge out the Mark 2 on all tests. The Mark 2 is still considered better, in part because of aesthetics. While it does not have the beauty of the Mark 2, it has a sharp, intimidating image.

Pegasus power armor from the war are still being used. The power armor is almost always painted black or a dark green. Most power armor is used by heavy weapons units and other units designated to be the first in. Aerial Combat Units sometimes use power armor, but often chose medium plate armor for maneuverability.

The Wonderbolts all use power armor, although the model is up to the individual. All of their armor is painted with their colors. Any power armor used by the Wonderbolts has been further fine tuned and enhanced. Most prefer the Mark 2, but the Mark 4 is gaining acceptance. No Wonderbolt would be caught dead in Mark 3 armor, even modified Mark 3.

Delta Rifle Modification

Rifles have developed different models over the years. Delta is the designation given to rifles that have been modified to tie into the E.F.S. of power armor. The Delta models are the first to connect the rifle and the E.F.S. system. They are brand new, only coming into play over the ten years before the book. They help compensate for the distance errors in the E.F.S. with minor maneuverability from their mounts.

GPER - Grand Pegasus Enclave Rifle

The rifle is usually called by its phonetic name, Jeeper. It is a battle rifle for a battle saddle and the first post war rifle the Enclave developed. The Alpha variant is short barreled while the Bravo variant is a longer barrel. The rifle is made to take one of two rounds. The 76-2 fires the 7.62mm round. The 55-6 fires the 5.56mm round.

EMG - Enclave Machine Gun

The EMG is a fully automatic machine gun designed to be used on a battle saddle. It is lightweight and fires 5.56mm rounds. There is a rare 76-2 variant. The gun is fed by a 30 round box magazine from the top. The EMG was developed from the MG, Machine Gun, the Equestrian version. The decades took their tole on the original MGs, forcing replacements to be made. The replacement was named the EMG to lay claim to the rifle design, despite no changes being made.

Novasurge Battlerifle

The Novasurge Battlerifle is an improved variant on the original. It sacrifices rate of fire for an even more powerful blast. Only 7 were produced, one for each member of the Inquisitors and then the prototype model for their first officer.

Star Dust

New Drugs

The Enclave produces three medicines to counter the radiation and toxins below. Rad-Flush, RadBlock and PWTs. Rad-Flush and RadBlock are the Enclave's solutions to low supplies of Rad-Away and RadSafe.

Signature Equipment

Kifo Herixleta

Kifo Herixelta (Literally translated to Death Blessed Bringer) is an enchanted Zebra sword. It is a hoof forged straight blade with several enchantments, designed for Mwokozi himself. Xynuzunto Sabers are straight, thin bladed sabers, which is contrary to the usual curved sabers and swords. Xynuzunto blades were almost never forged, one reason being that it is only good for thrusting.

Kifo Herixleta acts as soul jar, holding within it a master of the sword to help guide and keep Mwokozi well training in it's use. The blade is enchanted with heat. When the user applies heat, it can go from all the way to sharp hot that can cauterize the flesh as it slices through it or be engulfed in flames. When heat is removed the blade can frost over creating a burning cold.

It's belt is enchanted and designed to keep the sword in perfect condition.

Kifo Herixleta’s box was there. A gorgeous stained Dibetou wood case lined with Zebra Striped velvet to hold the sword and it’s belt when laid out.


A plain version of a Xynyzynto saber.

And a small sample version of the Sword.


Mwokozi's Type 26 Revolver

A Zebra break-action revolver. It was rare, the standard being the Type 14 semiautomatic pistol. It's cylinder is the standard six shot configuration. It fires 44 Zebra, an adapted round from the 44 Magnum. Since it's parent case is the 44 Magnum, it can fire it with no problem. The pistol is enchanted with fire rounds that can burn or ignite targets. The enchanted gem is protected within the gun so it doesn't shatter.


The revolver is designed for use with an enchanted hoof band that locks onto the pistol's grip, in a similar fashion as magnets. There is no trigger. The hammer is square and pops up slightly at the rear of the pistol. It is designed for the user to 'palm' the hammer back so it can be snapped forward by a spring and ram into the firing in to fire a round.

The Revolver was given to Mowkozi when he was appointed as General Protector of the Zebra Empire.

IMAGE: A real Japanese Type 26 revolver. The Zebra version has no trigger and the hammer its above the frame for the hoof action. Also, this is chambered in 9mm Japanese, Mwokozi's is chambered is the larger 44 Zebra. The Handle is used as the latch point for the band.

Soarin's Lightning

Created by Walter Arms Company, Soarin's Lightning is a Pegasus Sniper Rifle and the sister gun of Spitfire's Thunder, an enchanted anti-machine rifle. Instead of a thunder, Soarin's Lightning fired a charged round that strikes the target with both a physical round and magical lightning energy. It's body is painted with blue and white lightning bolts that seem to dance when gazed upon.

Today the gems Trixie Lulamoon enchanted for us arrived. The came in a fancy box she had made with her cutie mark on top. It was not the container we sent them in. Show off.

I have my doubts about using her magic, but the Ministry of Arcane Sciences trusts her and more importantly, the head Mare, Twilight Sparkle does. She was the one who give the assignment to Trixie Lulamoon.

– Chapter 50
The inch thick metal target had burn marks. The only problem is that the burn marks are in the shape of Trixie Lulamoon’s Cutie Mark.
– Chapter 50

Mwokozi's Cloak

A Zebra invisibility cloak that is ornate, being designed for Mwokozi himself. It is colorful, embroidered and has several Zebra symbols on it. The design is so it can be fashionably warn to social engagements, diplomatic meetings, and other gatherings without it being identified as a, Invisibility cloak.

New Locations

Major new locations found only in Shaping Shadow. (Under Construction)



A Homestead is an original Cloud Farm. When the clouds were sealed up, the Homesteads were founded. Not all cloud farms became Homesteads. A Homestead had to meet requirements, including time spent before the war as a cloud farm and the food it produced. Homesteads have considerably more land than most farms, typically four times as much.

There at 48 Homesteads and 12 subsidiary Homesteads. A subsidiary Homestead is a branch from the Homestead. Sent out with the Homestead's approval to create a new farm in new land. Each Homestead keeps perfect records about their linage. Homesteads regularly arrange marriages among themselves to keep themselves strong.

Homestead's hold considerable political weight. Most judges will immediately grant requests from a Homestead. A Homestead never has to worry about population control. Still, they stay out of politics, focusing on their duty to farm.

El Nino

El Nino is a village in the west of the Northern Farming District. It is one of two cities in the district and is peaceful and quite. None of the buildings are above three stories. It's a well structured village. After harvest, the nearby farms come in to sell and trade products, acquire the items they need for the upcoming year and other business. There is no Enclave presence in the city, outside the recruiter.

Cherry Town

Cherry Town is a village in the East of the Northern Farming District. It is one of two cities in the district and is peaceful and quite. None of the buildings are above three stories. It's a well structured village. It was named for the Cherry Homestead, who associates themselves with Cherry Town. After harvest, the nearby farms come in to sell and trade products, acquire the items they need for the upcoming year and other business. There is no Enclave presence in the city, outside the recruiter.

Mountain Ridge

Mountain Ridge is a small town south of the Northern Farming District. A good day's flight by Enclave records. It is only mentioned as a stopping point while Shadow travels to Fort Wind.

New Heaven

New Heaven is a large town outside of Fort Wind, only a relaxed two hour flight. It is a quiet town, and has little need for Law Enforcement officers. When Basic Training graduation comes, the city is flooded with family and friends coming to see their love one graduate. Graduation brings in a lot of money for the town. Soldiers get a few days off and typically spend it with their family in town. The city also gets plenty of income from visiting soldiers who have a few days leave, 3 days or less.

Fort Wind

Fort Wind is the training base for all Enclave soldiers. Basic Training is conducted there. Almost all of the personnel there are focused on the training of the recruits.

The non training units are three Wonderbolt Units, who are there to perform the aerial show put on at all graduations. They will assist in training the recruits.

There are several Aerial Combat Units who are stationed at the Fort at all times. All Aerial Combat Units are primarily based out of Fort Wind. Most are sent out to secondary posts at other bases. Many of them assist in Basic Training for various tasks. Aerial Combat School is conducted at Fort Wind to train new ACUs.

Fort Griffin's Gate

The Black Ops base. If it is secret, it happens at Fort Griffin's Gate. The name and location is a well guarded secret. The Fort is located in the North East corner of the Enclave, and is built almost entirely on the mountains, not clouds. Fort Griffin's Gate is the only Enclave military establishment to be completely on solid ground, It is a remote location, taking days to travel to from the closest city. No farms are nearby.

The Base was built on the old battleground between the Griffin Army and the fledgling Enclave Military soon after the sky was sealed up. The Enclave won at great cost and was able to sack the Griffin Kingdom for resources.

The Fort has a gate that opens up below the clouds to deploy troops from, if necessary. It is one of the few places with a built in gate for going below.

All Wonderbolts have their primary post at Fort Griffin's Gate. All of the Wonderbolt training happens here. Wonderbolt testing is conducted elsewhere, but any training happens at the Fort. Units will head back to

They have a small but well trained support staff at the Fort. The support staff are not Wonderbolts, but are still considered to be in the Wonderbolt family because of their devotion. New transfers do not happen often and most soldiers spend five or more years at the base.

Mareland Joint Operations Base

Mareland Joint Operations Base is the largest base in the Enclave. It was built soon after the clouds were sealed up. Joint operations was used because it was the first Enclave base to incorporate units from the war like the flying pegasus soldiers, ground pegasus units and cloudships, with new types of units being created out of the base. Previously, all of those units had been spread out over a few bases that focused on their job.

Mareland served as a training hub for Basic Training for almost a century before it became too much and Fort Wind was created to serve that role and only that role. Mareland hosts Combat School, a secondary training for roles after Basic Training. Most who join the Enclave go to Combat School and get their crossed rifles devices to denote they passed Combat School.

Nellie Air Force Base (Sky)

Before the war, Las Pegasus was a split city, consisting of a land district and a sky district in the clouds. When the spells came, the sky portion was saved. Nellie Air Force Base was outside the city and targeted. Like the city, it had two districts. The sky district housed cloudships and many Pegasus soldiers. It trained a lot of Pegasus soldiers. That is why the sky district was known as Nellie Air Force Base.

The sky portion stayed after the clouds were sealed up. It retained the Air Force title, despite becoming a base with many different types of soldiers stationed there. Nellie Air Force Base does teach secondary schools after Basic Training.


Stable 68

See List of Stables.


Zebra Village

Toxic Trench


Dry Dock City

Fort Strong

Equestrian Navel Academy

See List of Stables.

The Glowing Sea


Kifopiga (Ki-foe-pee-gha) Is a Zebra Fortress. The name means Death Fortress with the action of Trap. In other words, Trapping Death Fortress. It is south of the Macintosh Hills where a Megaspall chamber was hidden. It was the focus of one of the last battles of the war. The Megaspells were launched as it was happening. It did not cause the launch of the spells.

Hollow Shades

Rainbow Dash's Cave

King's Turf

Fallout Equestria Characters

Autumn Leaf

Autumn Leaf is a hot shot First Lieutenant who is being fast tracked for leadership. He appears at Fort Wind and oversees part of the training there. He is stationed at Fort Wind to learn the training side of Leadership. While he is still a Lieutenant, he has been in this personalized program for some time and will be promoted to Major as soon as it is over. He is the only one set to fast track his time as an officer to higher leadership roles, which will land him as a Colonel when Little Pip meets him.

“Are you not supposed to be here to learn to lead the teaching side?” Lieutenant Marble Falls asked Lieutenant Autumn Leaf. “I thought the objective of your time here was to flesh you out so you could be the best officer in the Enclave. Or is that not what you want?”

Applejack Ministry Mare of Wartime Technology

Trixie Lulamoon

A unicorn that would travel around Equestria putting on magic shows. All that is mentioned is her is that he is in the Ministry of Arcane Sciences, trusted and it is her magic that enchants the spells for the gems of the AZRS2P Project.

Today the gems Trixie Lulamoon enchanted for us arrived. The came in a fancy box she had made with her cutie mark on top. It was not the container we sent them in. Show off. --- ... the hit was phenomenal as the bullet itself struck like lighting. The inch thick metal target had burn marks. The only problem is that the burn marks are in the shape of Trixie Lulamoon’s Cutie Mark. --- I hate to say it, but Trixie Lulamoon outdid herself.

Other Characters



Born Turnip Lance, nopony calls Lance Turnip, or they would find out why he is called Lance. Turnip Lance is the only son in the Turnip Family and inherited the Turnip Homestead. He is Shadow Flare's father.

Rain Jubilee

Rain Jubilee is Shadow Flare's mother. Although it is never spoken of, Rain Jubilee was first born to the Holly Bell Homestead and her marriage to Turnip Lance was arranged by both homesteads to bring new blood into the Turnip Homestead and some cash into the Holly Bell Homestead.

Lunar Harvest

Lunar Harvest is Lance's and Rain Jubilee's first born daughter. She was named Lunar Harvest because Lance had to work late into the night for their Harvest.


Buck is Black's second son, a parsnip farmer. He married Lunar Harvest and is set to inherit the Turnip Homestead.

Spice Cake

Spice Cake is Lance's and Rain Jubilee's second foal. She marries Rift, the only foal of a small farm nearby.

Early Blossom

Early Blossom Lance's and Rain Jubilee's fourth. She marries Cherry Tart, discovering she is a filly fooler. Together they founded West Cherry Homestead: Filly Fooler Farm.

Dream Catcher

Dream Catcher is Shadow Flare's younger sister by three years and is the fifth foal for Lance and Rain Jubilee. She looks up to Shadow and he is her hero. She has a dark red coat and stark white mane with a cross for her Cutie Mark. She is a healer and caretaker in their community.


Black Sky is Lance's best friend. They say they have been friends before they were born. They grew up together and even went off to help with some disasters and large projects in father away communities when they were needed. Black is married to Golden Harvest and he is Buck's father. Black is one pony you do not mess with. Black's glare is enough to chill your bones and he is well respected in the community. His word is final.

Cherry Tart

Cherry Tart is the third foal of Red and Yellow. She is born to the Cherry Homestead and is sent west to found a subsidiary Homestead. She meets Early Blossom on the way and the two of them discover they are filly foolers. They found West Cherry Homestead: Filly Fooler Farm.



A cocky, almost arrogant Pegasus who's dream is to be a Captain of a Raptor. He was in Black Barracks with Shadow Flare in Basic Training. He quickly becomes a Lieutenant Commander, serving on the Buttercup under Captain Ruby Snow.

Olive Pit

A Kind, hardworking Pegasus who is an officer and a Combat Medic. He was in Black Barracks with Shadow Flare in Basic Training. Olive Pit Becomes the office in charge of Unit 0.

Golden Dawn

Golden Dawn wants one thing, so serve and fight as a Light Trooper. She was in Black Barracks with Shadow Flare in Basic Training. Despite being the reason why Ditwitz Squad was coined by Marble Falls in aerial combat training, she is wanted for her aerial skills as they expand the ACUs.


Red River

Red River is the General over all the training. That includes being in charge of the recruiters. Red River is passionate about making sure the recruits become the best soldiers possible.

Wind Whisper

Wind Whisper is one of the head drill instructors. He is a Barrack Master, a leader of a particular Barrack in a Basic Training session. Master Wind is the Barrack Master for Shadow Flare and the others.

Marble Falls

Marble Falls was a hot shot Scout when the missions below were happening. When they were shut down, she chose to become a Wonderbolt. Soon after, Marble Falls was placed onto Wonderbolt Squad Gale Whisper. The squad was assigned to Fort Wind where she first fell in love with aiding in the instruction of Recruits out of boredom.

She quickly became the top pegasus and soon was training Black Barracks.


Captain Nova was the first scout down and the last scout back. He led 22 missions below, 7 of those were hooves on the ground missions. The last mission ended in disaster and he lost his life long partner. His wing is permanently damaged from his missions below, meaning he is unable to fly and lives on pain meds, rather than have the wing be removed.

Nova is the new Colonel over Scout Command, a branch of the Aerial Combat Battalion.


Winters Breath

Winters Breath is the Major that was chosen to restart the Reconnaissance Program. He has two foals and a loving wife.

Silent Wind

Lieutenant Silent Wind is a Combat Medic. He was chosen after the previous officer was unable to leader the Inquisitors. He believes the wasteland is unable to redeemed and needs to be cleansed and burned.

Storm Eye

The technical expert in the Inquisitors. He is a first sergeant and is a very good technician. He loves working behind the panels into the system, into the technology itself. He has a high interest into unicorn magic and technology. For several years he had been working alongside Apple Slice to raise the efficiency of Cloudship engines. Contrary to Apple Slice, he believes the wasteland will never have redeemable qualities.

Apple Slice

Apple Slice is a Master Sergeant in the Enclave with crossed wrenches. He loves to rip apart things and put them back. He loves to build, rebuild and tinker with weapons. For several years he had been working alongside Apple Slice to raise the efficiency of Cloudship engines. Apple Slice believes the wasteland can be redeemed.


Sergeant Major Nor'easter loves weather. He is a master at all sciences, biology being his weak point. He has a great grasp on technology and mechanics as well. He fears that the wasteland can not be redeemed, but wants it believe it can.

Thunder Clap

Sergeant Thunder Clap is a strong warrior who's focus has been on heavy weapons and explosive ordinances. He believes the wasteland can not be redeemed and wishes to spill the blood of all below.

Unit 12

Pony Patrol

Raspberry Lemonade

Lemon Lime


Cinnimon Swirl


The Captain

Sweet Waters

Crystal Kiss




Admiral Windy Lightning

Miss Admiral Windy Lightning of Lenticular and First Fleet, Task Force One. The Lenticular is the flagship of the First Fleet, but you, are under several Admirals. You are the Admiral in charge of Task Force One. Your go to meal is hay fried with a tomato based vegetable shake. You brought along First Lieutenant Green Shield.
– Chapter 81

Admiral Windy Lightning went to school with Ruby Snow, they were in Basic Training together, Blue Barracks, and served their first year together on the Mammatus.

Green Shield

A Lieutenant who has a year experience on Deke and who has proven troublesome, starting a rivalry between the two.

Colonel Sky Gust

Sir Colonel Sky Gust, Second Division, First Brigade First Regiment. You are currently dating Flutter Moon and will be proposing to her next time you get the chance, which will be after this. Lieutenant Honey Bee is your protege.
– Chapter 81

Honey Bee

The Lieutenant who takes over the Reconnaissance Team Major Winters Breath is retired.

Colonel Mighty Maille

Sir Colonel Mighty Maille. First Division, First Brigade, First Regiment. You like your tea, Earl Grey, with two drops of lemon juice. General Thunder Sky will be retiring soon and you are one of the top three choices for his position. And you brought with you Captain Autumn Leaf.
– Chapter 81


Red Dawn

The Red Dawn is a cloudship from the war that the Enclave still uses. She is a Fairy Class troop transport that was converted to carry heavier guns, and reclassified as a Battle Cruiser. She was is not a Sky-tank, being slightly smaller and a different class. While she can hold her own, she can not match a Rapter's firepower.

Since she was made during the war as a transport, she is fast. The Red Dawn is the fastest cloudship the Enclave has. There is a prestige to being the Captain of the oldest operating cloudship.

The mysterious Unit 731 is based out of the Red Dawn.


The Solar is the newest cloudship produced by the Enclave, only being a year old at the start of the story. She is a Rapter, a rare thing to be produced due to the mass amounts of resources, like steel, needed to create them. She is first seen next to the Red Dawn at Nellie Air Force Base.

Flash Magnus

The Flash Magnus is a Wartime Cloudship which was destroyed in battle. It's Captain was Rumble. It is a regular Cloudship, used to transport soldiers only carrying light guns and armor.

Princess Luna chose the Flash Magnus to disable Kifopiga's Megaspell Chamber. It was armed with special armor piercing shells for the mission. The Flash Magnus was ripped apart by Kifopiga's artillery on it's way to the spell chamber. Captain Rumble and the crew kept the ship together just long enough, to fire one round at the Megaspell Chamber and complete it's mission.


The Lenticular is a Raptor Class Cloudship found in the Original Series. Deke serves a month on the vessel, as the Navigator, until he is transferred.


The Buttercup is the flagship in the 3rd Fleet. * See Behind the scenes for naming information. * She is an experimental design and classified as a corvette. Fast and light, she has the best acceleration in the fleet, hitter her top speed four times faster than a Raptor. Her size to gun ratio is heavy. The corvette class is based on speed and maneuverability while still carrying enough firepower to stand on their own in a fight.

The corvette class was supposed to become the main patrol cloudship in the Enclave, but that was dropped when the size to resources ratio was seen and canceled. They opted to use more general ships like Sky-tanks to patrol.

The Buttercup could, in theory, take on a Raptor. As the smallest warship, she can out turn and evade the slower Raptors while being able to point her sizable guns at the Raptor at all times. Tracking a skilled corvette crew is extremely difficult.

The Buttercup has a compliment of 85 officers and crew, but is understaffed like the other ships in the 3rd. Her bridge crew consists of four.

The Lord Clove

A Monitor Class cloudship, the Lord Clove is an experimental design that was never put into further production. It's philosophy was to create a ship with much more firepower than a Raptor, but retain lower resource cost. An alternative heavy gunship to the Raptor since Dragon fighting was not foreseen as an issue.

The Lord Clove's guns are accurate to much longer ranges than any other cloudship. If a Raptor gets caught in her guns, it is over. Even a Thunderhead Class cloudship will take a beating if not go down by the time it can retaliate.

The extra firepower brings two drawbacks. The Lord Clove is slow. Extremely slow. And because the goal was to reduce resource use, she has little armor. The Lord Clove is as smalls as she can be with the giant guns, but still has very little armor.

As long as she can keep out of the range of their guns, the Lord Clove will take them down. She just needs to chug along slowly to her destination.

Net Layers

The Buffy, Willow, and Xander are the three Net Layers. They were created alongside each other, but have their differences. The Buffy is slightly wide and larger than the other two. The Willow is a bit longer and more narrow and the Xander carriers slightly more firepower.

Their roles is to work with the SPP and the cloud base. They also gather samples from directly below the clouds.

The Enclave Counsel only commissioned the three Net Layers. They believe everything else can be covered by the other standard class cloudships.


The Mammatus is a Raptor Class Cloudship found in the Original Series. Ruby Snow and Admiral Windy Lightning served their first year together on the ship.

Historical Characters

Rainbow Dash

Rainbow Dash's Shadow


Misty Fly

Captain Rumble

Admiral Cloud Chaser

Princess Luna

Lightning Dust

Trixie Lulamoon

Old War Weapons & Armor

Equestrian Weapons & Armor

6 Inch Naval Gun

16 Inch Naval Gun

25mm Anti Air Gun

7.62x51mm Medium Machine Gun

Pegasus Bombs

Applesnack Submachine Gun

Applejack Rifle

RD-44 Rifle

Pegasus Naval Combat Armor

Project AZRS1

Project AZRS2

Zebra Weapons & Armor

Type 38 Rifle (Zebra Rifle)

Type 30 Rifle (Bolt Action)

Type 35 (Semiautomatic)

Type 100 Submachine Gun

Type 92 Machine Gun

Type 41 Combat Knife

Type 94 Mountain Gun

Type 98 Cannon

Type 96 Anti Air Guns

Type 26 Revolver

Type 14 Pistol

Type 98 Sword

Xyuzunto Saber

Type 95 Uniform

Type 2 Combat Armor

Behind the Scenes

NOTE: Since this story is ongoing and the written/edited chapters are ahead of the releases, trivia facts will be updated ahead of the releases so that nothing is missed. (I, Mindrop, love to point out the fun facts in any of my stories. And dispel any coincidences.)

These are in organized in order of when they first appear in the story.

Book 1

  • Fort Wind is, in part, named after Retired Wonderbolt Wind Rider from Season 5, Episode 15, Rarity Investigates.
  • The cadences are real cadences.
  • Marble Falls is named for Marble Falls Texas. The Author needed a name and turned to his map.
  • Mareland Joint Operations Base is based on Lackland Air Force Base which is part of Joint Base San Antonio, where all branches of the U.S. Military have personnel stationed there. It is the second largest Joint military base in the U.S..
  • The cloudship Red Dawn has no correlation with the movie.
  • The cloudship Solar is named for the USS Solar, a Buckly-class destroyer escort of the United States Navy in WW2.
  • Unit 731 borrows the name for the WW2 Japanese Imperial Military Unit 731. In name only.
  • Green Jewelry is the name of a small Jewelry store in the hometown of the Author.

Book 2

  • Radar Barracks pays homage to Radar from the T.V. show M.A.S.H..
  • Raspberry Lemonade was named because the author was drinking Raspberry Lemonade.
  • Sanctuary is based on Sanctuary from Fallout 4.
  • Stable 68's Location is based on Vault 111's location from Fallout 4, outside and above Sanctuary. 68 is also one the author's special numbers.
  • Quarry Geckos pay homage to the Geckos from Fallout New Vegas.
  • The books Cardinal Spitfire gets in Chapter 37 are real books with minor adjustments to name and title to fit with the MLP Theme.
  • Baltimare is, in part, inspired by The Commonwealth from Fallout 4.
  • Super Ponies are based on Super Mutants from Fallout, specifically Fallout 4.
  • Dry Dock City is loosely based on Rivet City from Fallout 3.
  • The Glowing Sea is based on the Glowing Sea from Fallout 4.
  • Fort Strong is based on Fort Strong from Fallout 4.
  • Equestria Naval Academy is based on the United States Naval Academy in Annapolis Maryland, just south of Baltimore.
  • Ponypsco River is based on the Parapsco River which Baltimore is centered around.
  • Stable 50's experiment is based on Vault 81 from Fallout 4 and mixed with the Forced Evolutionary Virus (FEV/F.E.V.) from Fallout 4.
  • F. Oatbrien is ponified William F. O'Brien. The poem "Better to try and fail than never to try at all" is quoted in its entirety.
  • Crystal Kiss is accidentally based on Lily Bowen, a companion in Fallout New Vegas. Editing brought the correlation to my mind.
  • Crystal Kiss' Saffron Flower Cutie Mark has nothing to do with Saffron Masala. The Author didn't catch that character's name until watching the episode, for at least the third time. That was after the chapter was written and edited.
  • The SEED School of Baltimare is based on The SEED School of Maryland.
  • Zebra weapons were given numbers. "Type ##". These a based on the Japanese Imperial Army's Weapons. This includes the weapons numbers being assigned by the calendar it was developed.
  • Equestrian Military Rifle 1 is based on the 1903 Springfield.
  • The Applesnack Submachine Gun is designed after the Thompson 'Tommy' Submachine Gun.
  • The Apple Jack Rifle, or A.J.R is designed after the Browning Automatic Rifle, B.A.R..
  • The RD-44 rifle is designed after the German Sturmgewehr 44 Rifle.
  • The Buttercup is named after the Flower-class Corvette, the HMS Buttercup.
  • The Lord Clove is named for the Monitor, the HMS Lord Clive.
  • The Net Layers are a direct reference to Buffy, Willow, and Xander from Buffy the Vampire Slayer.

Book 3

  • Walter Arms pays homage to the infamous Walther Arms company. Walter Arms employees are all Season 1 or Season 2 ponies. Walter, Firecracker Burst, Long Shot, Serena, and Strike.
  • Vulpes is named for Vulpes Inculta from Fallout: New Vegas. He was a fallout character that many found to be charming. I left out Inculta because it is Latin for rough, uncouth, unkempt. That is not befitting a charming character. Vulpes is the scientific name for fox. The Fox is a charming name.
  • The Kings is named for the Fallout New Vegas faction of the same name. Originally, the gang was going to be the Frumentarii, The Wheat Gatherers, but the name didn't fit having mares waiting on hoof. The King has several ladies in waiting in Fallout: New Vegas.
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